Playtex prices tender for 8% notes

By Angela McDaniels

Seattle, Sept. 20 - Playtex Products, Inc. said it will pay $1,052.98 per $1,000 principal amount of notes tendered under its offer to buy back its 8% senior secured notes due 2011.

The payout was calculated on Thursday and equals the sum of the present value of $1,040 on March 1, 2008 - the first call date - plus the present value of the interest accrued to the first call date, in each case discounted based on the yield on the 4 5/8% U.S. Treasury notes due Feb. 29, 2008 plus 50 basis points and minus accrued interest up to but excluding the payment date. The reference yield is 4.11%, and the tender offer yield is 4.61%.

The company is also offering to buy back its 9 3/8% senior subordinated notes due 2011. The payout for the 9 3/8% notes is $1,033.75 per $1,000 principal amount at maturity.

For both series of notes, the payout includes a consent payment of $30 for each $1,000 principal amount of notes tendered by the consent deadline.

Noteholders will also receive accrued interest up to but excluding the payment date.

The company began tender offers and consent solicitations for its $290.21 million outstanding 8% notes and $288.72 million outstanding 9 3/8% notes due 2011 on Sept. 5.

The consent deadline was 5 p.m. ET on Sept. 19, and the tender offer will expire at 5 p.m. ET on Oct. 3.

On Sept. 18, Playtex said it obtained the consents needed to eliminate substantially all of the restrictive covenants in the note indentures. For each series of notes, the company needed consents from holders of at least a majority of those notes.

As of the consent deadline, tenders and consents had been delivered for $286.3 million, or 98.7%, of the 8% notes and $273.4 million, or 95.5%, of the 9 3/8% notes.

The tender offers are conditioned on the closing of the company's proposed merger with Energizer Holdings, Inc., which was announced on July 13. Energizer is buying Playtex for $18.30 per share in cash plus the assumption of Playtex debt. The total enterprise value of the transaction is $1.9 billion.

Banc of America Securities LLC (888 292-0070 or 704 388-9217) is the dealer manager and solicitation agent, and Global Bondholder Services Corp. (866 470-4300) is the information agent.

Playtex is a Westport, Conn.-based manufacturer and marketer in the skin, feminine and infant care industries.

Energizer is a St. Louis-based manufacturer of batteries and flashlights, a provider of portable power and, through a subsidiary, a manufacturer of wet shave products.

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